Offmarket LLC – Terms of Service Agreement
1. Acceptance of Terms and Conditions
This Terms of Service Agreement governs your use of the website located at https://offmarket.com/( the “Site”), the Offmarket mobile app (the “Application”), and your use of any other applications, widgets, tools, features, content (including without limitation videos and images), services and options available through the Site or Application or otherwise provided by OffMarket.com. (“OffMarket” the “Company,” “we,” “us,” or “our”) in connection with the Site or Application (collectively with the Site and Application, the “Services”). By accessing, browsing or using the Services or any pages of the Services, you are indicating that you have read and acknowledge and agree to be bound by this Terms of Service Agreement and any additional terms and conditions applicable to certain areas of the Services and posted by us in those areas of the Services, which are incorporated herein by reference (collectively, “Terms and Conditions”), and the Company’s Privacy Statement located at: http://connectedinvestors.com/content/privacy-policy If you do not agree to every provision of these Terms and Conditions and the Company’s Privacy Statement, please do not access, browse or use the Services.
These Terms and Conditions may be revised at any time for any reason, and we may provide you notice of these changes by any reasonable means, including by posting the revised version of the Terms and Conditions on the Services. You can determine when we last updated these Terms and Conditions by referring to the “Last Updated” legend at the bottom of these Terms and Conditions. By accessing, browsing or using the Services following the posting of changes to these Terms and Conditions, you accept such changes. You agree to use the Services for lawful purposes only in a manner consistent with any and all applicable rules, laws and regulations. Any use of the Services in a manner inconsistent with these Terms and Conditions is deemed unauthorized access and may subject the user to civil or criminal penalties. We strongly recommend that you periodically visit this page of the Services to review these Terms and Conditions.
2. Important Information about the Services and OffMarket, LLC.
Scope and Limitation of Services
The Services provide a technology platform that functions as a social network forum to allow real estate enthusiasts to connect and communicate with one another. The Services allow users to establish contacts, make inquiries and receive information and education about real estate and related business opportunities.
Access to the Services is provided to users who agree to pay applicable subscription fees. OffMarket is not involved in negotiating, and is not compensated for any real estate or other transactions that arise out of interactions between users of the Services.
We are not a licensed real estate agent, a registered broker-dealer, or a licensed investment adviser, and we do not provide any kind of advice, including but not limited to tax advice, legal advice, accounting advice, or investment advice.
The Services are not provided to, and may not be used by, any user in a jurisdiction where they would be illegal, or where OffMarket is not authorized to provide Services.
Use and Restrictions Related to the Services
You should not use the Services to execute any documents or instruments, or to make any offers or proposals that you intend to be legally binding. The functionality of the Services might not be technically adequate to support legally binding contracts.
If you post content that may be viewed as an offer of real estate or securities or as investment advice or recommendation, you do so at your own risk and with an implied representation and warranty to us that you are complying with all applicable laws. If we incur any damages as a result of your failure to comply with all laws, including but not limited to reasonable attorneys’ fees, you will be responsible.
Conversely, if other users post content that may be viewed as an offer of real estate or securities or as investment advice or recommendation, you acknowledge that the offer, advice, or recommendation comes solely from the other user, and not from OffMarket. We do not vouch for or verify any information posted by users and you proceed at your own risk.
We are not responsible for User Content (as defined in Section 15) or for any losses you incur dealing with other users.
We may from time to time list investment opportunities on the Site, including but not limited to links from other websites. However, we do not make recommendations regarding the appropriateness of particular opportunity for any particular investor. We are not investment advisers. Users of the Site must make their own investment decisions, either alone or with their personal advisors. You acknowledge that you are not relying on us in making investment decisions.
Real estate is notoriously speculative and unpredictable. For example, many very experienced, very informed people lost money when the real estate market declined in 2007 through 2008. When the real estate market is healthy, as it was from 2003 through 2006, it appears that it will be healthy forever, but time after time history has shown that the real estate market goes down without warning, sometimes resulting in devastating losses. You should invest in real estate in general, and in opportunities listed at the Site in particular, only if you can afford to lose your investment and are willing to live with the ups and downs of the real estate industry.
Full Earnings Disclosure
OffMarket (The Company) does not guarantee income or success, and examples shown at https://offmarket.com/ not represent an indication of future success or earnings. The Company declares all information provided directly by Company is true and accurate, and any claims made of actual earnings or examples of actual results can be verified upon request.
The earnings, revenue and profit results that a customer will generally achieve in circumstances similar to those depicted in the endorsements and testimonials on this site depend on many factors and conditions, including but not limited to, work ethic, learning ability, use of the products and services, business experience, daily practices, business opportunities, business connections, market conditions, availability of financing, and local competition, to name a few. Because of impediments due to any one or more of the foregoing and other factors, it is generally expected that earnings, revenues or profits may not be achieved with the use of any products or services advertised on this site in circumstances similar to those referenced in any endorsement or testimonial.
OffMarket is a social media platform designed to connect real estate investors. Any income or product claims made by members or third parties have not been verified by OffMarket. OffMarket, LLC allows third parties to advertise on the site, these are not company endorsements.
3. Subscription Pricing and Payments
Free or Paid Trials
If you receive a free or paid trial subscription for any of the Services, you will receive free or paid access to that Service for the duration of the free or paid trial period. If you cancel the subscription during the free or paid trial period you will not be billed further. If you do not cancel during the free or paid trial period, you will be billed at the end of the free or paid trial period for the first period of the subscription that you purchased at prevailing rates, which will commence at the end of the free or paid trial period. Access to free or paid trials may be limited to a certain number of free or paid trials for each user during a given period. To avoid any charges, you must cancel BEFORE the end of the trial period; for more information on canceling subscriptions, see Section 4.
Pricing and Changes
OffMarket displays the pricing for the Services on the Site or Application, as applicable.
Users of the Services can purchase several types of subscription plans (each, and “Account”) allowing you to access those portions of the Services described under each plan. You will be charged a subscription fee for the use of these Services. OffMarket reserves the right to change the fees at any time, upon notice to you. The increase will apply to the next payment due from you after the notice, provided that you have been given at least 10 days’ prior notice before the charge is made. If you are given less than 10 days’ prior notice, the price increase will not apply until the payment after the next payment due.
By registering for an Account, you agree to pay OffMarket the fees for the services applicable to the account level chosen. For any upgrade or downgrade in subscription plan level, the credit card that you provided will automatically be charged the new rate immediately.
4. Service Cancellations
Auto-recurring subscriptions to Services (whether monthly, quarterly, annually or any other billing cycle) renew automatically, unless you cancel the subscription BEFORE the end of the applicable billing cycle. The auto-subscription holder is responsible for tracking and managing their respective auto-subscription billing and renewal cycles. OffMarket may or may not not send advance billing notifications on auto-subscriptions.
If you purchase an auto-recurring periodic subscription to a Service (including, but not limited to, Deal Dog ($37/mo or $299/yr), DealinSite ($97/mo), and Contract Genie ($149/yr), you may cancel that subscription in accordance with this Section 4 at any time BEFORE the end of the applicable billing cycle, and the cancellation will apply to the next period. For example, if you purchase a monthly subscription, you may cancel that subscription at any time during any month of the subscription, and the subscription will be cancelled as of the following month. You WILL NOT receive a refund or a partial refund for the current billing period subscription, whether on a monthly, quarterly, annual or any other billing cycle.
The only acceptable method for you to cancel your subscription(s) is to contact Connected Investors at either 888-204-2401 or 888-204-7501 and/or send a written email request to firstname.lastname@example.org. Once you have provided sufficient information, Connected Investors will provide a follow up email or phone call to you confirming any cancellations. Cancellations are only effective upon receipt of a cancellation email confirmation from Connected Investors.
Voicemail messages, text messages or emails sent to any phone numbers and/or email addresses other than 888-204-2401, 888-204-7501 or email@example.com are not an acceptable mechanism for submitting cancellation requests, and will not result in cancellation of any Service or the respective charges associated with that Service.
All recurring subscription fees for all apps, services and content are paid in advance and are non-refundable, except as otherwise provided in this Section. There will be no refunds or credits for partial months of service, upgrade/downgrade refunds, refunds for accounts that have had access to particular services restricted, refunds for accounts that have had upgrades cancelled for any reason, including violations of these Terms and Conditions, or refunds for months of unused service.
Connected Investors will honor refund requests for the PinPoint Profits (PPP/PiN) Software and the Really Flip Now (RF – $297 with optional $299/yr upgrade) programs within the first 3 days from the initial purchase date as indicated in the offer. All refund requests must occur and be documented by Connected Investors within 3 days from the date of purchase and be tied to a specific marketing promotion. After the 3 day return window, any sales that result from these marketing promotions ARE FINAL AND NO REFUNDS WILL BE GRANTED. There will be no exceptions made to this policy and all other refund requests will be denied.
Any attempted exports of data from the PinPoint Profits (PPP/PiN) Software will instantly void the above refund policy, and NO REFUNDS will be honored if data was exported.
BPO and TITLE reports are NON-REFUNDABLE after ordering. Normal delivery is 4-7 days from the date of ordering the BPO or TITLE report, but there may be delivery delays for various reasons. Please be advised if you have a strict deadline for delivery, as NO REFUNDS can be issued for these reports once ordered.
There are NO REFUNDS for any apps, content or services that are immediately available for download upon purchase, with the exception of purchases of the PinPoint Profits, Real Estate Riches Today and Really Flip Now programs as noted above. Please refer to Section 10 (below) for additional terms and specific REFUND POLICY on apps, services and content containing copyright images or video.
6. Service Deactivations
We reserve the right to deactivate your access to the Services for your failure to pay applicable fees, including payment plans, or for violations of these Terms and Conditions. If you provide us with a credit card that expires during the term of these Terms and Conditions, we reserve the right to charge any renewal card issued to you as a replacement. You agree to promptly pay OffMarket in the event of any refusal of your credit card issuer to pay any amount to OffMarket for any reason. You agree to pay all costs of collection, including attorneys’ fees and costs, on any outstanding balance. In the event you fail to pay any amount when due, OffMarket may immediately suspend or terminate your access to any or all of the Services.
From time to time, we may offer products and services for purchase (“In-App Purchases”) through iTunes, Google Play, or other application platforms authorized by us (each, a “Software Store”). If you choose to make an In-App Purchase, you will be prompted to enter details for your account with your Software Store (your “IAP Account”), and your IAP Account will be charged for the In-App Purchase in accordance with the terms disclosed to you at the time of purchase as well as the general terms for In-App Purchases that apply to your IAP Account. If you purchase an auto-recurring periodic subscription commitment period, and again after any subsequent subscription period, your subscription will automatically continue for an additional equivalent period, at the price you agreed to when subscribing. If you do not wish your subscription to renew automatically, OR if you want to change or terminate your subscription, you will need to log in to your IAP Account and follow instructions to cancel your subscription, even if you have otherwise cancelled your account within the Connected Investors platform or deleted the Ci App from your device.
7. Payment Processing and Taxes
OffMarket may make available to you various payment-processing methods to facilitate the purchase of the Services. You must abide by any relevant terms and conditions and other legal agreement, whether with OffMarket or a third party, that governs your use of a given payment processing method. Offmarket may add or remove payment-processing methods at its sole discretion and without notice to you. You agree to pay for any Services that you order and that Offmarket may charge your credit card or other form of payment that you indicated for any Services ordered, along with any additional amounts. You agree that you are solely responsible for all fees associated with purchases you make through the Services.
You are responsible for any Taxes, and must pay Offmarket Services without any reduction in payment for any Taxes. If Offmarket obligated to collect or pay Taxes, the Taxes will be invoiced to you, unless you provide Offmarket a valid tax exemption certificate authorized by the appropriate taxing authority. If you are required by law to withhold any Taxes from your payments to Offmarket you must provide Offmarket an official tax receipt or other appropriate documentation to support such payments. “Taxes” means any duties, custom fees, or taxes (other than Offmarket tax) associated with the sale or license of Services, including any related penalties or interest.
8. Warranty Disclaimer
YOU AGREE THAT YOUR USE OF THE SITE, SERVICES AND ANY CONTENT, PRODUCTS, SERVICES, OR FEATURES MADE IN CONJUNCTION WITH OR THROUGH THE SERVICES SHALL BE AT YOUR SOLE RISK AND UNLESS OTHERWISE EXPRESSLY STATED BY OFFMARKET, ARE PROVIDED “AS IS” AND “AS AVAILABLE”. TO THE FULLEST EXTENT PERMITTED BY LAW, OFFMARKET, ITS AFFILIATED ENTITIES DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SERVICE AND YOUR USE THEREOF, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF PROPRIETARY RIGHTS, COMPLIANCE WITH UNITED STATES FEDERAL AND STATE SECURITIES OR BLUE SKY LAWS OR REGULATIONS, SECURITIES EXCHANGE OR SELF-REGULATORY ORGANIZATION’S RULES OR REGULATIONS AND EQUIVALENT LAWS OR REGULATIONS IN FOREIGN JURISDICTIONS, CORRECTNESS, ACCURACY AND RELIABILITY.
OFFMARKET DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE SERVICE OR ANY HYPERLINKED SERVICES AND OFFMARKET WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION YOU PURSUE WITH OTHER USERS OR THROUGH THE USE OF THE SERVICES.
OFFMARKET AND ITS AFFILIATES HAVE NO SPECIAL RELATIONSHIP WITH OR FIDUCIARY DUTY TO YOU AND WITHOUT LIMITING THE FOREGOING, MAKE NO REPRESENTATION OR WARRANTY WITH RESPECT TO THE MERITS AND RISKS OF ANY TRANSACTION YOU PURSUE WITH OTHER USERS OR THROUGH THE USE OF THE SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.
9. Services Content
The Services and all material contained therein, all text, graphics, Applications, Images (as defined in Section 10) and other works, the design and coding, all computer programs used and licensed in connection with the Services, the business process, procedures, methods and techniques used in or in connection with the Services, the look and feel of the Services, and all data and reports generated by the Services (collectively, the “Services Content”) are owned by us or a third party. These materials are protected under copyright, trademark and other laws. You may not copy, download, transmit, modify, distribute or republish the Services or any portion of the Services, including without limitation any of the Services Content without the prior written consent of Company. You may not sell, publicly display, create derivative works of, reverse engineer, assign, sub-license, transfer or otherwise exploit the Services or any Services Content. Use of any Services Content is prohibited without the prior written permission of Company.
As long as you comply with these Terms and Conditions, Company grants you a personal, non-exclusive, non-transferable, non-sublicenseable right to access and make personal, non-commercial use of the Services in compliance with these Terms and Conditions. You shall not, and shall not permit anyone else to, directly or indirectly: (i) remove or alter proprietary notices or labels on or in the Services or Services Content; (ii) engage in any activity that interferes with or disrupts the Services or Services Content; (iii) engage in any fraudulent activity or activity that facilitates fraud; or (iv) otherwise act in violation of these Terms and Conditions. All rights not expressly granted herein are reserved.
10. Special Terms for Contract Genie ($149) and Ci Real Estate Profits Today program (REI Profits app ($97)), Partnership app ($297) and REI Cartoon app ($97) which includes any Video, Images and Content.
Please read these terms carefully before downloading any video, images and/or content from Real Estate Profits Today (REI Profits app) or REI Cartoon app and any related web pages.
THIS IS A SINGLE SEAT LICENSE. IT AUTHORIZES ONE NATURAL PERSON TO LICENSE, DOWNLOAD AND USE IMAGES, WHERE ALLOWED AND APPLICABLE.
PART I, Limited License
All Images and Video are protected by United States and international copyright laws and treaties. OffMarket and/or the various artists who provide content and/or Images and Video to OffMarket (“Contributors”) own or control all rights, including the copyrights in and to the Images and Video. OffMarket and/or its Contributors reserve all rights in and to the Images not expressly granted to you by the terms of these Terms and Conditions.
Your rights to use any Image or Video are subject to these Terms and Conditions and are conditioned upon you making payment(s) to OffMarket for your use of the Images or Video. If you fail to make any payment or partial payment to OffMarket when due, or if any check is dishonored or credit card charge refused or charged back, your account will be deemed delinquent and access removed.
Provided that your account was current at the time you downloaded an Image or video and you were not otherwise in breach of any of the terms hereof (or of the terms of any other agreement between you and OffMarket), you have the right to use the downloaded Image, subject however, to these Terms and Conditions. If your account becomes delinquent, your right to use any Images downloaded at any time shall automatically terminate unless all payments together with any interest thereon and OffMarket’s costs of collection, bank charges and credit card processing fees are received by OffMarket no later than fifteen (15) days from the date that your account became delinquent.
OffMarket hereby grants you a personal, non-exclusive, non-transferable, non-sublicenseable, worldwide right to use, modify, and reproduce Images in the following ways, subject to the limitations set forth herein:
a. On websites;
b. In print media, digital media, product packaging and software including magazines, newspapers, books (including print-on-demand books), e-books, advertising collateral, letterhead, business cards, product labels, CD and DVD cover art, applications (including mobile “apps”), and opt-in e-mail marketing;
c. Incorporated into film, video, multimedia presentations, or advertising for broadcast, public performance, or streaming;
d. Incorporated into print or digital material intended for public display, including trade show booths or point of sale materials;
e. For decorative purposes solely for your own personal, non-commercial use, not for resale, download or distribution, or any other commercial use; and
f. If your desired use is not set forth above, please see contact us at firstname.lastname@example.org.
In the event that you create a derivative work based on or incorporating one or more Images, all rights in and to such Images shall continue to be owned by OffMarket or its Contributor(s), subject to your rights to use such Image(s) pursuant to the terms and limitations set forth herein. All other rights in the Images are expressly reserved by OffMarket for itself and its Contributors.
PART II, Restrictions
YOU MAY NOT:
a. Use an Image or Video other than as specified in PART I;
b. Make images or video available on a digital asset management system, shared drive or the like for the purposes of sharing or transferring such images;
c. Resell, redistribute, provide access to, share or transfer any Image or video except as specifically provided herein.
d. Publicly display an Image or Video: (i) as a standalone file in any digital format on the Internet; or (ii) in any digital format without imposing technical or written restrictions intended to prevent the use of such Images by third parties. Unless expressly permitted by these Terms and Conditions, no other person may use Images or Video which you have licensed hereunder.
e. Produce or otherwise create for resale or distribution, printed reproductions of any Image or video as wallpaper or wall art, on billboards, or on canvas, paper, plastic or any other medium, unless such reproduction is expressly permitted in PART I.
f. Use or display any Image or video on websites or in connection with any service designed to sell or induce sales of user-customized on-demand products of any kind using or incorporating Image(s), including, by way of example only, postcards, mugs, t-shirts, posters, wallpaper, artwork and other items.
g. Use an Image or Video together with pornographic, defamatory, or otherwise unlawful or immoral content.
h. Use an Image or Video in a manner that infringes upon any third party’s trademark or other intellectual property, or would give rise to a claim of deceptive advertising or unfair competition.
i. Use an Image or Video in a way that depicts any person therein in a way that a reasonable person might find offensive – this includes, but is not limited to the use of Images: a) in pornography, “adult videos” or the like; b) in ads for tobacco products; c) in ads or promotional materials for adult entertainment clubs or similar venues, or for escort, dating or similar services; d) in connection with political endorsements; e) in advertisements or promotional materials for pharmaceutical or healthcare, herbal or medical products or services, including, but not limited to dietary supplements, digestive aids, herbal supplements, personal hygiene or birth control products; and f) uses that are defamatory, or contain otherwise unlawful, offensive or immoral content. You may not use an Image containing the likeness of a person if such use implies that the model engages in any immoral or illegal activity or suffers from a physical or mental infirmity, ailment or condition.
j. Use any Image or Video on a social media platform or other third party website that claims to acquire rights in the Image or Video contrary to these Terms and Conditions as a result of such use. Upon OffMarket’s request, you shall immediately remove any Images or Video from such platform or website. If you require such use, please contact us at email@example.com.
k. Use OffMarket Images or Video in a manner that competes with Offmarket’s business. This includes, by way of illustration only and not by way of limitation, displaying Images or Video in any format (including thumbnails) for download on a website, offering OffMarket Images or Video for sale, or including OffMarket Images or Video in templates of any nature, including web templates, document templates, projects or otherwise for distribution and/or sale to third parties.
l. Use Images or Video as the basis for any individual or collection of physical or digital merchandise or promotional items, which you offer for sale, including the creation of a digital or print greeting card line based on OffMarket Images or Video.
m. Use any Image or Video (in whole or in part) as a trademark, service mark, logo, or other indication of origin, or as part thereof, or to otherwise endorse or imply the endorsement of any goods and/or services.
n. Falsely represent, expressly or by way of reasonable implication, that any Image or video was created by you or a person other than the copyright holder(s) of that Image or Video.
o. Stockpile or otherwise store downloaded Images or Video that are not used within twelve (12) months of the date on which you first downloaded such Image. If you fail to use an Image or Video within twelve (12) months from the date of your first download of that Image or Video, you lose all rights to use that Image or Video.
p. Use automated programs, applets, bots or the like to access the OffMarket websites or any content thereon for any purpose, including, by way of example only, downloading Images or Video, indexing or caching the content on the OffMarket websites.
“Non-transferable” as used herein means that except as specifically provided in these Terms and Conditions, you may not sell, rent, load, give, sublicense, or otherwise transfer to anyone, an Image or Video or the right to use an Image or Video. You agree to take all commercially reasonable steps to prevent third parties from duplicating any Image or Video. If you become aware of any unauthorized duplication of any OffMarket Image(s) or Video, please notify us via email at firstname.lastname@example.org.
PART III, Refunds
Any sales of the Contract Genie application ($149) or Real Estate Profits Today (RichFlix app ($97), Partnership app ($297) and REI Cartoon app ($97)) licenses, images, video and related content ARE FINAL, AND NON-REFUNDABLE. Such material is immediately available for consumption upon purchase, so NO REFUNDS WILL BE GRANTED FOR THESE PURCHASES. Connected Investors shall be under no obligation to issue refunds under this Section 10 under any circumstances, unless required by law. In the event that Connected Investors determines that you are entitled to a refund of all or part of the fees you paid, such refund shall only be made to the credit card account originally used by you to purchase your product. If your product was paid for by check, your refund will be made by check.
11. Company Trademarks
All product and service names appearing in a typeface different from that of the surrounding text or with a trademark symbol, including without limitation the following:
are registered and unregistered trademarks and service marks owned by Company or its subsidiaries or affiliates or a third party. The absence of a name, trademark or logo in this list does not constitute a waiver of any and all intellectual property rights that Company has established in any of its goods, services, names or logos. These trademarks and all other trademarks, service marks, logos, and company names (each a “Mark”) used in connection with the Services are the property of Company or third parties and shall remain the property of Company and such third parties. Nothing contained in the Services shall be construed as granting, by implication or otherwise, any license or right to use any such Mark without the prior written permission of Company or such third party that may own such Mark. Your misuse of any such Mark, or any other Services Content, is strictly prohibited.
Each registration is for a single user only. You may not create an account for another individual or entity or allow another individual or entity to use your account on your behalf. In consideration of your use of the Services, you agree to provide accurate, current and complete information about yourself or your company as requested on the Services registration form and to maintain and promptly update the information (including, in particular, your e-mail address) you provide from time to time as necessary to keep the information true, accurate, current and complete. By accepting these Terms and Conditions, you represent and warrant that you are 18 years of age or older and that, if you have accepted these Terms and Conditions on behalf of any business (such as a corporation, partnership, limited liability company or other organization) or other entity, you represent and warrant that you have legal authority to do so.
Any changes to your registration information should be made on the Services. If you provide information that is untrue, inaccurate, not current or incomplete, we may suspend or terminate your account and refuse any and all current or future use of the Services.
In connection with registering for the Services, you may receive a password for your use of the Services. You are responsible for keeping your password confidential. You will be responsible for all uses and activity that occurs through your password or account. You will close the browser window for the Services at the end of each use, and you will immediately notify us of any unauthorized use of your password. We cannot and will not be liable for any loss or damage arising from your failure to comply with this Section 12.
13. Dealing with Other Users
The Services may allow you to correspond or otherwise interact with other users who may provide you with investments, investment information, advice, services and/or events, or provide you with other information about various companies or organizations. You acknowledge that such other users are not affiliated with or controlled by OffMarket or its affiliates, and OffMarket cannot influence the investments, information, advice or services provided by them. Your correspondence or interaction with other users is solely between you and such other users. You agree that OffMarket and its affiliates, officers, directors, partners, agents, and employees will not be responsible or liable for any loss or damage of any sort incurred as the result of any interactions between you and other users. Furthermore, if you provide any investments, information, advice or services to other users through the Services, you acknowledge that you are not affiliated with, or controlled or influenced in any way by, OffMarket or its affiliates. OffMarket is under no obligation to become involved in disputes between users of the Services or arising from use of the Services, or between users of the Services and any third party. In the event of a dispute, you release Company and its Affiliated Entities and successors and assigns from claims, damages and demands of every kind, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes and such services.
If you are a California resident, to the extent allowed by applicable law, you waive California Civil Code Section 1542, which states: “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.”
14. Legal Requirements
Where Company has a good faith belief that such action is necessary to comply with a judicial proceeding, court order, warrant, administrative order, civil investigative demand, subpoena, or other valid process, Company may disclose IP addresses, personal information, and any contents of the Services where it is legally compelled to do so. Please see the Company’s Privacy Statement located at: http://connectedinvestors.com/content/privacy-policy for additional information relating to the privacy and security of information collected hereunder.
15. Your Use of the Services
You are solely responsible and liable for all data, information and other materials (“User Content”) that you submit, upload, post, e-mail or otherwise transmit (“Transmit”) in connection with the Services. In addition, we have no control over, and shall have no liability for, any damages resulting from the use (including without limitation republication) or misuse by any third party of information made public through the Services. IF YOU CHOOSE TO SUBMIT TO US, OR OTHERWISE MAKE ANY PERSONAL INFORMATION OR OTHER INFORMATION PUBLICLY AVAILABLE, YOU DO SO AT YOUR OWN RISK AND COMPANY SHALL HAVE NO RESPONSIBILITY OR LIABILITY THEREFOR.
You agree that you will not, and will not permit anyone else to, directly or indirectly: (a) Transmit any User Content that is unlawful, harmful, threatening, abusive, hateful, obscene, harassing, tortious, defamatory, libelous, slanderous, pornographic, profane, vulgar, offensive, lewd, dishonest or misleading, invasive of another’s privacy or racially, ethnically or otherwise objectionable; (b) use the Services to harm minors in any way or to stalk, threaten, or otherwise violate the rights of others, including without limitation others’ privacy rights or rights of publicity, or harvest or collect personal information, including e-mail addresses, about other users of the Services; (c) Transmit any User Content: (i) that you do not have the right to Transmit, under any law or contractual or fiduciary relationships, including, without limitation, any inside information or proprietary or confidential information; (ii) that infringes any patent, copyright, trademark or other intellectual property right or misappropriates any trade secret or right of privacy of any third-party; (iii) that constitutes unsolicited or unauthorized advertising or promotional materials, “spam,” “chain letters,” or pyramid schemes; or (iv) that contains any software routine, code, instruction or virus that is designed to disable, delete, modify, damage or erase software, hardware or data; (d) forge headers or otherwise manipulate identifiers in order to disguise any User Content Transmitted through the Services; (e) interfere with the Services or servers or networks used in connection with the Services; (f) interfere with the ability of others to use the Services; (g) copy, download, transmit, modify, reproduce, sell, resell, sub-license, distribute, publish create derivative works of, reverse engineer, assign, transfer or exploit for any commercial purposes, any portion of the Services, the Services Content or any User Content contained therein; (h) conduct your business using the Services in a way that is unfair, unlawful, or constitutes a deceptive business practice; (i) use any robot, spider, or other automatic device to monitor or copy portions of the Services or the Services Content without Company’s prior written permission; (j) include in any thirty party website any hypertext link to any page or location within the Services without Company’s prior written permission; (k) mirror or display the Services or any portion thereof in frames without Company’s prior written permission; (l) download, reproduce, duplicate, copy or otherwise exploit any portion of the Services for the purpose of sale, resale or making other commercial use thereof; or (m) impersonate any person or entity, including, but not limited to, other users of the Services, falsely state or otherwise misrepresent your affiliation with any person or entity, or express or imply that we endorse any statement you make.
You acknowledge and agree that Company may disclose or use any User Content that you Transmit for purposes that include, but are not limited to: (a) enforcing these Terms and Conditions; (b) complying with any laws, regulations or rules of any federal, state or local government or agency; (c) responding to claims that any User Content violates the rights of third parties; or (d) protecting the rights or property of Company, its customers or the public. With respect to User Content that you Transmit to the Services, you grant Company a perpetual, worldwide, royalty-free, non-exclusive transferable, sub-licensable (through multiple tiers) license to use, copy, excerpt, reproduce, display, aggregate, de-identify, publish, modify, distribute and create derivative works of such User Content in any form or media, and to allow others to do so, however, Company will only share personally identifiable information that you provide in accordance with Company’s privacy statement at: http://.connectedinvestors.com/content/privacy-policy As between the parties, we own all right, title, and interest in and to all intellectual property rights in all materials, products or services developed by us, or on behalf of us by third parties, based on or including as a component thereof any such information as described above, and all generalized knowledge, skill, know-how and expertise relating to such information.
Company does not and cannot verify the identity of all registered users of the Services, review all User Content posted to the Services, or created by users accessing the Services, and is not in any manner responsible for the content of any User Content. You acknowledge that by providing you with the ability to view and distribute user-generated content on the Services, Company is merely acting as a passive conduit for such distribution and is not undertaking any obligation or liability relating to any User Content or activities on the Services. However, Company reserves the right to block, remove, move or edit any of the submissions in its sole discretion.
16. Linked Sites
Company has not reviewed all of the websites linked to the Services and is not responsible for the content of any third-party pages or any other websites linked to the Services. Nothing in the Services, including, without limitation, any links to other websites, should be construed as an endorsement of any products, services or information of any other persons or companies by Company. Your choice to link to any other website is at your own risk, and you agree to comply with all terms and conditions relating to such websites. Company reserves the right not to link, or to remove the link, to a particular website at any time. Any links to third party websites are provided as a convenience to you and are neither owned nor operated by Company. Company has no control over these linked websites and makes no representations or warranties with respect to these linked websites. Your viewing and use of any third party websites is at your sole discretion and risk.
17. Special Admonitions for International Use
All matters relating to the Services are governed exclusively by the laws of the State of North Carolina in the United States of America and not the jurisdiction in which you are located. If you are located outside of the United States of America and you contact us, please be advised that any information you provide to us will be transferred to the United States of America and that by submitting information, you explicitly authorize such transfer. Accessing the Services is prohibited from territories where the Site, Services or any content thereon is illegal. If you access the Services from other locations, you do so at your own initiative and are responsible for compliance with local laws.
You agree to defend, indemnify and hold harmless Company and its Affiliated Entities from and against any claims, liabilities, costs or damages, including reasonable attorneys’ fees and paralegal fees through final appeals, made by any third party, relating to or arising from (i) your use of the Services, (ii) your interactions with other users of the Services, (iii) any User Content that you Transmit to or through the Services, including without limitation any intellectual property, (iv) any violation of these Terms and Conditions by you, (v) your non-compliance with any federal, state, or local law or regulation, or (vi) any other act or omission by you, including your violation of any rights of another, arising from your use of the Services.
You may terminate your use of the Application at any time for any reason by uninstalling the application from your mobile device. You may delete your account by contacting us at: email@example.com
You acknowledge and agree that Company may terminate your account or access to use of the Services for any reason, including, without limitation, your violation of these Terms and Conditions. You agree that Company may terminate your access to and use of the Services without prior notice and without any liability to you or any third party. You acknowledge and agree that Company may modify, limit, suspend or discontinue the Services or any part of the Services at any time, without notice or liability to you. Company may also, from time to time, establish general rules and policies regarding use of the Services. Company will post such rules and policies on the Services, and you agree that your compliance with such rules and policies shall be a condition of your use or continued use of the Services. Company shall have no liability or responsibility with respect to any lost Services Content, User Content, or other data, such as the deletion of or failure to store Services Content, User Content, or other data. All provisions of these Terms and Conditions that by their nature should survive termination of your right to access and use the Services shall survive (including, but not limited to, all limitations on liability, releases, indemnification obligations, disclaimers of warranties, and intellectual property protections and licenses). Company reserves the right to, but has no obligation to, store or keep copies of any Services Content, User Content, or other information, unless otherwise required by law or court order.
20. Disclaimer of Consequential Damages
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL COMPANY, ITS AFFILIATED ENTITIES BE LIABLE FOR ANY DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION, INCIDENTAL AND CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA, LOST EMPLOYMENT OPPORTUNITY OR BUSINESS INTERRUPTION, RESULTING FROM THE USE OR INABILITY TO USE THE SITE OR ANY RELATED PRODUCTS OR SERVICES OR THE SITE CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE) OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
YOU SPECIFICALLY AGREE THAT COMPANY IS NOT RESPONSIBLE OR LIABLE TO YOU OR ANYONE ELSE FOR UNLAWFUL, HARASSING, DEFAMATORY, ABUSIVE, THREATENING, HARMFUL, VULGAR, OBSCENE, SEXUALLY EXPLICIT, OR OTHERWISE OBJECTIONABLE CONDUCT OR SPEECH OF ANY OTHER PARTY ON OR THROUGH THE SITE, OR FOR ANY INFRINGEMENT OR VIOLATION OF YOUR RIGHTS BY ANY OTHER PARTY, INCLUDING, BUT NOT LIMITED TO, INTELLECTUAL PROPERTY RIGHTS, RIGHTS OF PUBLICITY, OR RIGHTS OF PRIVACY. YOUR SOLE AND EXCLUSIVE REMEDY FOR DISSATISFACTION WITH THE SITE IS TO STOP USING THE SITE.
21. Limitation of Liability
THE MAXIMUM LIABILITY OF COMPANY AND THE AFFILIATED ENTITIES FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE) OR OTHERWISE WILL BE THE TOTAL AMOUNT, IF ANY, PAID BY YOU TO COMPANY TO ACCESS AND USE THE SERVICES. IF YOU LIVE IN A JURISDICTION WHOSE LAWS PREVENT YOU FROM TAKING FULL RESPONSIBILITY AND RISK FOR YOUR USE OF THE SITE IN ACCORDANCE WITH THESE TERMS AND CONDITIONS, COMPANY’S LIABILITY IS LIMITED TO THE GREATEST EXTENT ALLOWED BY THE LAW OF THAT JURISDICTION.
22. Governing Law and Jurisdiction
Company operates the Services from its offices inNorth Carolina, U.S.A. These Terms and Conditions and the transactions they contemplate, including without limitation their interpretation, construction, performance and enforcement shall be governed by the laws of the State of North Carolina, U.S.A. without reference to conflict or choice of law provisions, as applicable to contracts made and performed entirely within such State. The International Convention on the Sale of Goods, and other international treaties that are not mandatory with respect to contracts made and performed entirely in the United States, shall not apply. The exclusive forum for the resolution of any dispute relating to these Terms and Conditions shall be the state and federal courts in Wake County, North Carolina, U.S.A., and you agree to personal jurisdiction of such courts over you with regard to any dispute relating to these Terms and Conditions and agree to service of process on you by e-mail to the address you have submitted on the Services, if any, and by any other means permitted by law.
All notices, demands, or consents given by you under these Terms and Conditions will be in writing and will be deemed given when delivered to Company at the following contact: Connected Investors, P.O. Box 12768, Wilmington, NC 28405-0138.
Any notices to you may be made via either e-mail or postal mail to the address in Company’s records or via positing on the Services.
Please report any violations of these Terms and Conditions to Company at the contact listed above.
You may not assign, sublicense or otherwise transfer any of your rights under these Terms and Conditions. If any provision of these Terms and Conditions is found to be invalid by any court having competent jurisdiction, the invalidity of that provision shall not affect the validity of the remaining provisions of this Agreement, which shall remain in full force and effect. Headings in these Terms and Conditions are for convenience only and shall have no legal meaning or effect. No action arising under this Agreement may be brought at any time more than twelve (12) months after the facts occurred upon which the cause of action arose. These Terms and Conditions, and not the conduct between us or any trade practice, shall control the interpretation of these Terms and Conditions between the parties respecting the Services. Company’s failure to enforce a particular provision of these Terms and Conditions does not mean that Company waives the right to enforce it in the future; Company shall waive such a right only in writing.
These Terms and Conditions and all other written agreements duly executed between you and Company in connection with your use of the Services constitute the entire agreement between you and Company with respect to the subject matter hereof and supersede any prior or contemporaneous proposals, discussions, communications, or oral agreements heretofore made.
26. Getting Information from Lenders
The Services might allow you to get information from, and/or be contacted by, lenders. If so, we will have you complete a separate form on the Site for that purpose. You understand that (a) we are not a lender ourselves, nor a mortgage broker; (b) the information you submit will not be treated as a loan application for purposes of the Real Estate Settlement Procedures Act; (c) by submitting information you are giving us permission to forward the information to lenders, and for lenders to contact you; (d) lenders may provide us with information concerning your loan; (e) we are independent of any lender who contacts you; (f) we do not guaranty that the lenders who contact you will offer the best terms available, or even competitive terms; (g) we do not guaranty that the information provided to you by lenders will be accurate; (h) should you submit an application to a lender, you proceed at your own risk, and will not hold us responsible for any claims you might have against the lender, including but not limited claims for fraud; and (i) we might also provide the information you give us, including your name and email address, to other service providers (not just to lenders), such as title companies or insurance agencies.
27. Procedure for Making Claims of Copyright Infringement
We expect users of the Services to respect the intellectual property rights of others. If you believe in good faith that any of the content on the Services infringes your copyright, please provide our copyright agent the written information specified below.
(a) An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;
(b) A description of the copyrighted work that you claim has been infringed;
(c) A description of where the material that you claim is infringing is located on the Services;
(d) Your address, telephone number and email address;
(e) A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; and
(f) A statement by you, made under penalty of perjury, that the information in the notice is accurate and that you are the copyright owner, or are authorized to act on behalf of the owner, of an exclusive right that is allegedly infringed.
Company’s copyright agent for notice of claims of copyright infringement can be reached as follows:
Connected Investors, P.O. Box 12768, Wilmington, NC 28405-0138
Terms of Service Last Updated: August 7, 2020